Common use of Compensation Upon Termination Death or During Disability Clause in Contracts

Compensation Upon Termination Death or During Disability. (a) During any period that Executive fails to perform Executive's duties hereunder as a result of a Disability, Executive shall continue to receive all Base Salary and other compensation and benefits to which Executive is otherwise entitled under this Agreement and any Plan until Executive's Date of Termination. (b) If Executive's employment under this Agreement is terminated on account of Disability or death, the Company shall, within ten (10) calendar days following the Date of Termination, pay any amounts due to Executive for Base Salary through the Date of Termination, together with any other unpaid and pro rata amounts to which Executive is entitled as of the Date of Termination pursuant to Article III hereof, including, without limitation, amounts which Executive is entitled under any Plan in accordance with the terms of such Plan, and further, including, without limitation, a pro rata portion (prorated through the Date of Termination) of any annual or long-term bonus or incentive payments (for performance periods in effect at the Date of Termination) to which Executive would have been entitled had Executive remained continuously employed through the end of such performance periods and continued to perform Executive's duties in the same manner as performed immediately prior to the Executive's death or disability. (c) If Executive's employment under this Agreement is terminated by the Company for Cause or by Executive for other than Good Reason, the Company shall pay Executive the Base Salary through the Date of Termination and any amounts to which the Executive is entitled under any Plan in accordance with the terms of such Plan. (d) If Executive's employment under this Agreement is terminated by the mutual agreement of the parties under paragraph 4.5, the Company shall provide Executive with the payments and benefits specified in the mutual agreement.